Out Of Air
by WeirdyMcWeirderton
Summary: WARNING: Death Fic. My AU companion piece to In My Arms. The other way I could've seen BOFA ending.


AN: All right, here is the companion piece to In My Arms. If you haven't read that story, please read it. This story takes place after the first section of that story. I cried writing this yet again; I really need to start writing some happier stories.

AN: For more feels listen to Out Of Air by Broken Twin.

WARNING: Character death.

DISCLAIMER: I own nothing of The Hobbit.

Kili slices the Orc in front of him and he turns to find the next one, but his eyes catch something that sends his stomach into his chest. Kili's eyes widen and he swivels his head towards his brother, seeing Fili decapitate another Orc.

"Fili!" Kili shouts to his brother, causing Fili to turn swiftly towards him, thinking his younger brother is in trouble. "Thorin…!"

Kili hurriedly runs towards said uncle and Fili looks in the direction his brother is headed and he sees Thorin fighting Azog. Fili rushes after his brother, taking care of any Orcs getting in their way, silently berating Kili for not paying closer attention. They reach their uncle in time to see him trip and land on the ground, Azog swinging his sword down at him. Fili and Kili appear on either side of their uncle and their swords cross as they block the attack. They circle Azog's sword away and attack him, but Azog block each of their blows. Thorin gets up and rushes to help his nephews. Kili blocks Azog's attack and turns, slicing his sword at him but it's blocked by another sword. Kili looks up and sees Bolg and his look darkens. Kili and Bolg circle their sword around and begin attacking each other, each matching the other.

"Fili, help your brother," Thorin demands as he blocks another blow from Azog. Fili looks over at his uncle with wide eyes, knowing that they both need his help. He glances over at Kili and sees he's losing to Bolg and he doesn't need any more push in his direction. Fili charges towards Bolg and blocks an attack aimed for his brother. He parries the blow and slices at Bolg. Bolg blocks it and Kili attacks him, but Bolg steps out of the way, shoving Fili's sword out of the way and swinging his own sword at Kili. Fili sees his opening and spins with the momentum and swings his sword as hard as he can. He had promised his self that he'd kill the Orc who'd hurt Kili and now, he would succeed. Fili's sword connects with Bolg's neck and he torques his body to successfully separate the Orc's head from his body. Bolg falls to the ground and Fili and Kili stare down at him, breathing heavily.

Azog swings his chained club and it connects with Thorin's side, sending him through the air and to the ground. Azog sneers at Thorin and he glances over at Bolg in time to see Fili behead him. Azog's look turns colder and anger begins to radiate off him. Thorin sees this and he tries to push himself to his feet, his cracked ribs shifting under the movement. He watches in horror as Azog descends on his heir and he shouts for Fili.

Fili's steely gaze looks up and over at his uncle in time see Azog approach him and swing his sword. Fili blocks it and attacks Azog only to find a knife embedded into his side, finding the one weakness in his armor.

"No…" Thorin gasps out with wide eyes, watching as Azog shoves Fili to the ground. Thorin shoves himself to his feet, a cold look in his eyes, and he attacks the pale Orc, the two of them fighting with renewed intensity. After blocking and attacking a few times from both sides, Thorin sees a small opening and stabs his sword into Azog's heart, wrenching it away and watching the Orc fall to the ground. Thorin stumbles and drops to the ground, looking down and seeing a knife protruding from his chest. He looks over at his nephews and the sight that meets his eyes wrenches his insides apart.

Kili hears his uncle shout his brother's name and he looks over towards him, seeing Azog approaching his brother. Fear encompasses him and his eyes widen when Azog swings his sword at Fili. Kili quickly moves to help his brother only to stop in his movement as if he's the one who was stabbed, his eyes widening as he watches Azog slowly pull the knife out of his brother's side.

"Fili!" Kili cries out, rushing to his brother's aide, seeing him fall to the ground. Out of the corner of his eye he can see his uncle fighting Azog, but his only thoughts are of helping his brother. Kili drops to his knees next to his brother and he meets his brother's gaze.

"You need to help Thorin," Fili whispers, coughing and Kili's eyes fill with fear when he sees the blood trickle from his brother's mouth. Kili shakes his head and glances back at his uncle in time to see him stab Azog in the chest, Azog falling to the ground.

"Thorin killed him. He killed Azog. He's all right," Kili says hastily, turning his attention back to his brother, his breath catching in his throat. "Fee…?"

Kili stares at his brother, feeling the tears well up in his eyes as he sees his brother's eyes staring blankly up at him. Kili shakes his head and grasps for his brothers clothes. Kili leans over his brother and shakes him slightly, the desperation enveloping him.

"Fee, wake up. Uncle killed Azog. Wake up, Fee…_please_…" Kili begs as the tears begin falling down his cheeks. Kili pulls his older brother closer to him and he rests his head on Fili's chest as a sob escapes him. "Don't leave me…"

A sound in front of him has Kili sitting up, his eyes red and tear stains on his face. His gaze meets that of an orc aiming an arrow at him. Resigned to his fate, Kili doesn't have to wait long for the arrow to pierce through his heart, his hands still clutching his older brother as he falls onto Fili's chest.

Thorin feels a tear fall down his cheek right before he lists to his side, his empty eyes staring at his nephews' motionless bodies.

AN: Please review and give me some feedback! Love hearing from you guys! I also feel like, in In My Arms, because Fili is the elder brother, he'd be resigned to what had happened to Kili; he'd still be heart-broken and destroyed but just not as innocent I guess. Whereas Kili, being the younger brother, would almost be in denial and begging his brother to come back, hoping what had happened wasn't true. I don't know, it's hard for me to explain, but these are the ideas I came up with so I hope everyone liked them.


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